UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended March 31, 2020 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-38785 ANDINAACQUISITION CORP. III (Exact Name of Registrant as Specified in Its Charter) Cayman Islands N/A (State or other jurisdictio ...

Part I [Business](index=6&type=section&id=Item%201.%20Business.) Andina Acquisition Corp. III is a SPAC seeking a business combination in the Americas, primarily Latin America, with a July 31, 2020 deadline - The company is a blank check company (SPAC) formed to effect a merger, share exchange, or similar business combination with a target business[17](index=17&type=chunk) - The company's primary geographic focus for identifying a target business is the Americas, with a specific emphasis on Latin American countries with stable political and macro-economic frameworks, including Brazil, Chile, Colombia, Mexico, and Peru[18](index=18&type=chunk)[19](index=19&type=chunk) Financial Position as of December 31, 2019 | Account | Value (USD Approximate) | | :--- | :--- | | Trust Account Balance | $110,149,000 | - According to Nasdaq listing rules, any target business acquired must have a fair market value equal to at least **80%** of the balance in the trust account at the time a definitive agreement is executed[43](index=43&type=chunk) - If a business combination is not completed by July 31, 2020, the company will cease operations, redeem **100%** of outstanding public shares, and subsequently liquidate and dissolve[63](index=63&type=chunk) - In the event of liquidation, the initial estimated per-share distribution from the trust account would be approximately **$10.20**[66](index=66&type=chunk) [Risk Factors](index=20&type=section&id=Item%201A.%20Risk%20Factors.) The company faces significant risks as a SPAC, including its limited operating history, the July 31, 2020 deadline, potential conflicts of interest, and the COVID-19 outbreak - The company has a limited operating history, providing shareholders with little basis to evaluate its ability to achieve its business objective[76](index=76&type=chunk) - The fixed deadline of July 31, 2020, to complete a business combination may give potential target businesses significant leverage in negotiations[79](index=79&type=chunk) - Officers' and directors' personal and financial interests may create conflicts, as their insider shares and private warrants will be worthless if a business combination is not consummated[99](index=99&type=chunk)[100](index=100&type=chunk) - The company identifies the **coronavirus (COVID-19) outbreak** as a significant risk that could disrupt its ability to find and consummate a business combination and materially affect a target business's operations[157](index=157&type=chunk) - There is a risk that the company may be classified as a Passive Foreign Investment Company (PFIC), which could result in adverse U.S. federal income tax consequences for U.S. investors[140](index=140&type=chunk)[143](index=143&type=chunk) - Acquiring a business in Latin America exposes the company to risks such as political and economic instability, currency depreciation, and challenges in enforcing legal rights[158](index=158&type=chunk)[162](index=162&type=chunk)[133](index=133&type=chunk) [Unresolved Staff Comments](index=44&type=section&id=Item%201B.%20Unresolved%20Staff%20Comments.) The company reports no unresolved comments from the Securities and Exchange Commission staff - Not applicable; the company has no unresolved staff comments[166](index=166&type=chunk) [Properties](index=44&type=section&id=Item%202.%20Properties.) The company owns no material properties; its principal executive office is provided at no cost by an affiliate of its CEO - The company does not own any real estate or other material physical properties; its principal executive office space is provided at no cost by a third party affiliated with the CEO[167](index=167&type=chunk) [Legal Proceedings](index=44&type=section&id=Item%203.%20Legal%20Proceedings.) Management is unaware of any current or contemplated litigation against the company or its officers and directors - There is no litigation currently pending or contemplated against the company[168](index=168&type=chunk) [Mine Safety Disclosures](index=44&type=section&id=Item%204.%20Mine%20Safety%20Disclosures.) This section is not applicable to the company - Not applicable[169](index=169&type=chunk) Part II [Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities](index=44&type=section&id=Item%205.%20Market%20for%20Registrant's%20Common%20Equity,%20Related%20Stockholder%20Matters%20and%20Issuer%20Purchases%20of%20Equity%20Securities.) The company's securities are listed on Nasdaq, with no cash dividends paid or planned before a business combination Nasdaq Ticker Symbols | Security | Symbol | | :--- | :--- | | Units | ANDAU | | Ordinary Shares | ANDA | | Rights | ANDAR | | Warrants | ANDAW | - The company has not paid any cash dividends to date and does not intend to pay any prior to the completion of a business combination[173](index=173&type=chunk) [Selected Financial Data](index=46&type=section&id=Item%206.%20Selected%20Financial%20Data.) This section is not applicable as the company qualifies as a smaller reporting company - Not applicable[178](index=178&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=46&type=section&id=Item%207.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations.) Andina, a blank check company, reported **$1.76 million** net income in 2019 from trust account interest, holding **$110.1 million** in trust assets with no operational revenue Results of Operations | Metric | 2019 (USD) | 2018 (USD) | | :--- | :--- | :--- | | Net Income (Loss) | $1,762,447 | ($14,772) | | Interest Income | $2,136,694 | $0 | | Operating Costs | $386,675 | $14,772 | Liquidity as of December 31, 2019 | Account | Value (USD) | | :--- | :--- | | Marketable Securities in Trust Account | $110,149,122 | | Cash Held Outside Trust Account | $352,524 | - The company has contractual obligations to pay success fees upon consummation of a Business Combination, including **$3,240,000** to the joint book-running managers, **0.6%** of total consideration to a director for a successful introduction, and **0.75% to 1.0%** to certain unaffiliated third parties for introductions[199](index=199&type=chunk)[200](index=200&type=chunk)[201](index=201&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=50&type=section&id=Item%207A.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk.) This section is not applicable to the company - Not applicable[206](index=206&type=chunk) [Financial Statements and Supplementary Data](index=50&type=section&id=Item%208.%20Financial%20Statements%20and%20Supplementary%20Data.) This section references the company's audited financial statements and related notes, included from pages F-1 through F-14 - This item references the full financial statements included at the end of the report, from pages F-1 to F-14[207](index=207&type=chunk) [Changes in and Disagreements with Accountants on Accounting and Financial Disclosures](index=50&type=section&id=Item%209.%20Changes%20in%20and%20Disagreements%20with%20Accountants%20on%20Accounting%20and%20Financial%20Disclosures.) The company reports no changes or disagreements with its accountants on accounting or financial disclosures - None[209](index=209&type=chunk) [Controls and Procedures](index=52&type=section&id=Item%209A.%20Controls%20and%20Procedures.) Management concluded that the company's disclosure controls and internal control over financial reporting were effective as of December 31, 2019 - Management concluded that the company's disclosure controls and procedures were effective as of the end of the period covered by the report[211](index=211&type=chunk) - Management's evaluation concluded that the company's internal control over financial reporting was effective as of December 31, 2019[213](index=213&type=chunk) [Other Information](index=52&type=section&id=Item%209B.%20Other%20Information.) The company reports no other information - None[215](index=215&type=chunk) Part III [Directors, Executive Officers and Corporate Governance](index=52&type=section&id=Item%2010.%20Directors,%20Executive%20Officers%20and%20Corporate%20Governance.) This section details the company's leadership, staggered board, independent committees, and adopted code of ethics Directors and Executive Officers | Name | Position | | :--- | :--- | | Julio A. Torres | Chief Executive Officer and Director | | Mauricio Orellana | Chief Operating Officer and Director | | Marjorie Hernandez | Treasurer | | B. Luke Weil | Director (Chairman) | | Matthew S. N. Kibble | Director | | David Schulhof | Director | | Walter M. Schenker | Director | - The board of directors is divided into three classes, creating a staggered board where only one class is elected each year for a three-year term[226](index=226&type=chunk) - The company has determined that directors B. Luke Weil, Matthew S. N. Kibble, David Schulhof, and Walter M. Schenker are independent under Nasdaq listing standards[227](index=227&type=chunk) - The company has established an Audit Committee, a Nominating Committee, and a Compensation Committee, each composed of independent directors[229](index=229&type=chunk)[230](index=230&type=chunk)[233](index=233&type=chunk) [Executive Compensation](index=58&type=section&id=Item%2011.%20Executive%20Compensation.) No cash compensation has been paid to executive officers; officers and directors are reimbursed for out-of-pocket expenses - No executive officer has received any cash compensation for services rendered to the company[236](index=236&type=chunk) - Officers and directors will be reimbursed for out-of-pocket expenses related to identifying and consummating a business combination[236](index=236&type=chunk) [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters](index=58&type=section&id=Item%2012.%20Security%20Ownership%20of%20Certain%20Beneficial%20Owners%20and%20Management%20and%20Related%20Stockholder%20Matters.) This section details beneficial ownership of ordinary shares, with executive officers and directors owning **19.76%** as a group, and outlines insider share escrow terms Beneficial Ownership (as of March 16, 2020) | Name / Group | Approximate Percentage of Outstanding Ordinary Shares (%) | | :--- | :--- | | All directors and executive officers as a group (7 individuals) | 19.76% | | B. Luke Weil (Chairman) | 15.21% | | Bank of Montreal | 6.96% | | Hudson Bay Capital Management LP | 7.12% | - Insider shares are held in escrow and will be released in two **50%** tranches: the first upon the earlier of one year post-business combination or the stock price reaching **$12.50** for a sustained period, and the second after one year post-business combination[245](index=245&type=chunk) [Certain Relationships and Related Transactions, and Director Independence](index=61&type=section&id=Item%2013.%20Certain%20Relationships%20and%20Related%20Transactions,%20and%20Director%20Independence.) This section outlines related party transactions, including founder share issuance, private placement units, and potential working capital loans from insiders - In 2016, the company issued **2,875,000** ordinary shares (insider shares) to B. Luke Weil for **$25,000**, who subsequently transferred some to other initial shareholders[250](index=250&type=chunk) - Initial shareholders and underwriters purchased **395,000 private units** at **$10.00 per unit** in a private placement concurrent with the IPO[251](index=251&type=chunk) - Initial shareholders, officers, and directors may loan the company funds for working capital; up to **$500,000** of these loans may be converted into private units at **$10.00 per unit** upon consummation of a business combination[255](index=255&type=chunk) [Principal Accounting Fees and Services](index=61&type=section&id=Item%2014.%20Principal%20Accounting%20Fees%20and%20Services.) Marcum LLP is the independent auditor, with audit fees of approximately **$50,500** in 2019 and **$97,500** in 2018, and no other service fees Audit Fees Paid to Marcum LLP | Fiscal Period Ended | Audit Fees (USD) | | :--- | :--- | | December 31, 2019 | ~$50,500 | | December 31, 2018 | ~$97,500 | - No fees were billed for audit-related, tax, or other services during the fiscal periods of 2019 and 2018[260](index=260&type=chunk)[261](index=261&type=chunk)[262](index=262&type=chunk) Part IV [Exhibits, Financial Statement Schedules](index=63&type=section&id=Item%2015.%20Exhibits,%20Financial%20Statement%20Schedules.) This section lists all financial statements, schedules, and exhibits filed as part of the Form 10-K - This section provides a list of all financial statements, schedules, and exhibits filed with the Form 10-K[264](index=264&type=chunk)[266](index=266&type=chunk) [Form 10-K Summary](index=64&type=section&id=Item%2016.%20Form%2010-K%20Summary.) This section is not applicable - Not applicable[267](index=267&type=chunk) Financial Statements This section presents the company's audited financial statements for 2019 and 2018, including the auditor's report, core statements, and detailed notes [Report of Independent Registered Public Accounting Firm](index=67&type=section&id=Report%20of%20Independent%20Registered%20Public%20Accounting%20Firm) Marcum LLP issued an unqualified opinion on the company's financial statements for 2019 and 2018, confirming conformity with U.S. GAAP - The auditor, Marcum LLP, provided an unqualified opinion on the company's financial statements[275](index=275&type=chunk) [Core Financial Statements](index=68&type=section&id=Core%20Financial%20Statements) The core financial statements detail the company's financial position, showing **$110.1 million** in trust account securities and **$1.76 million** net income in 2019 Balance Sheet Highlights (December 31, 2019 vs 2018) | Account | 2019 (USD) | 2018 (USD) | | :--- | :--- | :--- | | Cash | $352,254 | $0 | | Marketable securities held in Trust Account | $110,149,122 | $0 | | Total Assets | $110,509,722 | $156,276 | | Total Liabilities | $5,723 | $160,273 | | Total Shareholders' Equity (Deficit) | $5,000,008 | ($3,997) | Statement of Operations Highlights (Year Ended Dec 31) | Account | 2019 (USD) | 2018 (USD) | | :--- | :--- | :--- | | Operating costs | ($386,675) | ($14,772) | | Interest income | $2,136,694 | $0 | | Net income (loss) | $1,762,447 | ($14,772) | [Notes to Financial Statements](index=72&type=section&id=Notes%20to%20Financial%20Statements) The notes provide context on the IPO, private placement, related party transactions, and commitments, including a **$3.24 million** business combination marketing fee - On January 31, 2019, the company consummated its Initial Public Offering of **10,800,000 units** at **$10.00 per unit**, generating gross proceeds of **$108,000,000**[297](index=297&type=chunk) - Simultaneously with the IPO, the company sold **395,000 private units** at **$10.00 per unit** to initial shareholders and underwriters, generating gross proceeds of **$3,950,000**[298](index=298&type=chunk) - The company has a business combination marketing agreement with its IPO joint book-running managers, obligating it to pay a fee of **$3,240,000** upon the consummation of a business combination[332](index=332&type=chunk)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended September 30, 2019 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-38785 ANDINAACQUISITION CORP. III (Exact Name of Registrant as Specified in Its Charter) Cayman Islands N/A (State or other jurisdi ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended June 30, 2019 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-38785 ANDINA ACQUISITION CORP. III (Exact Name of Registrant as Specified in Its Charter) Cayman Islands N/A (State or other jurisdictio ...

Part I. Financial Information [Financial Statements](index=4&type=section&id=Item%201.%20Financial%20Statements) Andina Acquisition Corp. III reported $109.1 million in total assets and $308,767 net income for Q1 2019, primarily from IPO proceeds and trust account interest [Condensed Balance Sheets](index=4&type=section&id=Condensed%20Balance%20Sheets) The balance sheet shows a significant increase in total assets to $109.1 million and shareholders' equity to $5 million as of March 31, 2019, following the IPO Condensed Balance Sheet Highlights (as of March 31, 2019) | Account | March 31, 2019 (Unaudited) ($) | December 31, 2018 (Audited) ($) | | :--- | :--- | :--- | | **Total Assets** | **109,080,282** | **156,276** | | Cash | 526,236 | — | | Marketable securities held in Trust Account | 108,413,905 | — | | **Total Liabilities** | **29,963** | **160,273** | | Ordinary shares subject to possible redemption | 104,050,316 | — | | **Total Shareholders' Equity** | **5,000,003** | **(3,997)** | - The significant increase in **assets** and **shareholders' equity** is primarily due to the consummation of the **Initial Public Offering in January 2019**[23](index=23&type=chunk)[26](index=26&type=chunk) [Condensed Statements of Operations](index=5&type=section&id=Condensed%20Statements%20of%20Operations) The statement of operations reflects a net income of $308,767 for Q1 2019, primarily from interest income on trust account investments Condensed Statement of Operations (Three Months Ended March 31) | Metric | 2019 ($) | 2018 ($) | | :--- | :--- | :--- | | Operating costs | 105,138 | 1,797 | | Loss from operations | (105,138) | (1,797) | | Interest income | 413,855 | — | | **Net income (loss)** | **308,767** | **(1,797)** | - The company's **net income in Q1 2019** was entirely driven by **interest earned** on the funds held in the **Trust Account** following the IPO[12](index=12&type=chunk) [Condensed Statements of Changes in Shareholders' Equity](index=6&type=section&id=Condensed%20Statements%20of%20Changes%20in%20Shareholders%27%20Equity) Shareholders' equity increased to $5 million by March 31, 2019, driven by IPO and private placement proceeds, offset by reclassification of redeemable shares - **Shareholders' equity increased from a deficit of $3,997 to $5,000,003 by March 31, 2019**, driven by the **sale of Units in the IPO and Private Placement**, offset by the reclassification of shares subject to possible redemption to temporary equity[15](index=15&type=chunk) [Condensed Statements of Cash Flows](index=7&type=section&id=Condensed%20Statements%20of%20Cash%20Flows) Cash flows were dominated by $108.8 million in financing activities from the IPO and private placements, with $108 million invested in the trust account Condensed Statement of Cash Flows (Three Months Ended March 31, 2019) | Cash Flow Activity | Amount ($) | | :--- | :--- | | Net cash used in operating activities | (225,391) | | Net cash used in investing activities | (108,000,000) | | Net cash provided by financing activities | 108,751,627 | | **Net Change in Cash** | **526,236** | - **Financing activities provided $108.8 million in cash**, primarily from the **IPO ($105.3 million)** and **private unit sales ($3.95 million)**. **Investing activities consisted of placing $108 million into the Trust Account**[18](index=18&type=chunk) [Notes to Unaudited Condensed Financial Statements](index=8&type=section&id=Notes%20to%20Unaudited%20Condensed%20Financial%20Statements) Notes detail the company's formation as a blank check entity, its January 2019 IPO raising $108 million, and a $3.95 million private placement, with proceeds held in a trust account - The Company is a **blank check company** formed to effect a **business combination**, with a deadline of **July 31, 2020**, to consummate a transaction or face liquidation[21](index=21&type=chunk)[32](index=32&type=chunk) - On **January 31, 2019**, the Company completed its **Initial Public Offering of 10,800,000 units at $10.00 per unit**, generating **gross proceeds of $108,000,000**[23](index=23&type=chunk) - Simultaneously with the IPO, the company sold **395,000 Private Units at $10.00 per unit**, generating **gross proceeds of $3,950,000**[24](index=24&type=chunk) - Following the IPO, **$108,000,000 of the net proceeds were placed in a Trust Account** invested in U.S. government securities[26](index=26&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=19&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) As a blank check company, activities through Q1 2019 were limited to IPO and organization, resulting in $308,767 net income from trust account interest - The company's **sole activities** to date have been **organizational** and preparing for its **IPO**, with **no operational revenues generated**[84](index=84&type=chunk) Q1 2019 Financial Results Summary | Metric | Amount ($) | | :--- | :--- | | Net Income | 308,767 | | Interest Income (Trust Account) | 413,855 | | Operating Costs | 105,138 | - Following the IPO, **$108 million was placed in the Trust Account**, and approximately **$715,000 was available for working capital**[88](index=88&type=chunk) - The company does not believe it will need to raise **additional funds for its operations** prior to an initial **Business Combination**[95](index=95&type=chunk) [Quantitative and Qualitative Disclosures Regarding Market Risk](index=22&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20Regarding%20Market%20Risk) The company's minimal market risk stems from investing offering proceeds in short-term U.S. government securities, limiting interest rate exposure - The company's funds are invested in **short-term U.S. government securities or money market funds**, leading to the belief that there is **no material exposure to interest rate risk**[102](index=102&type=chunk) [Controls and Procedures](index=22&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that disclosure controls and procedures were effective as of March 31, 2019, with no material changes to internal controls during the quarter - Based on an evaluation as of **March 31, 2019**, the company's **principal executive and financial officers concluded that disclosure controls and procedures were effective**[104](index=104&type=chunk) - **No material changes** to the company's **internal control over financial reporting** occurred during the **first quarter of 2019**[105](index=105&type=chunk) Part II. Other Information [Unregistered Sales of Equity Securities and Use of Proceeds](index=23&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds%20from%20Registered%20Securities) Details unregistered sales including 2.875 million founder shares for $25,000 in 2016 and a $3.95 million private placement of 395,000 units in January 2019 - In **2016**, **2,875,000 founder shares** were issued to initial shareholders for an aggregate price of **$25,000**[107](index=107&type=chunk) - On **January 31, 2019**, the company sold **395,000 Private Units at $10.00 per unit** in a private placement, raising **$3,950,000**[109](index=109&type=chunk) [Exhibits](index=23&type=section&id=Item%206.%20Exhibits) Lists exhibits filed with the Form 10-Q, including CEO and CFO certifications required by the Sarbanes-Oxley Act and XBRL data files - The report includes **certifications from the CEO and CFO** pursuant to **Sections 302 and 906 of the Sarbanes-Oxley Act**[113](index=113&type=chunk) Part III. Signatures [Signatures](index=25&type=section&id=Signatures) The Form 10-Q was signed on May 14, 2019, by the Chief Executive Officer and Chief Financial Officer - The **Form 10-Q was signed on May 14, 2019**, by the company's **Chief Executive Officer and Chief Financial Officer**[117](index=117&type=chunk)

For the year ended December 31, 2018 Commission File Number 001-38563 ANDINAACQUISITION CORP. III (Exact name of registrant as specified in its charter) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K [X] Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Cayman Islands N/A (State or Other Jurisdiction of Incorporation) (I.R.S. Employer Identification No.) Calle 113 # 7-45 Torre B Oficina 1012 Bogotá, Colombia N/A (Address of principal exec ...